8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): October 28, 2003

RENAL CARE GROUP, INC.

(Exact Name of Registrant as Specified in Charter)

Delaware	0-27640	62-1622383
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

2525 West End Avenue
Suite 600
Nashville, TN 37203
(Address of Principal Executive Offices, including Zip Code)

(615) 345-5500
(Registrant’s telephone number, including area code)

N/A

(Former Name or Former Address, if Changed Since Last Report)

TABLE OF CONTENTS

Ex-99.1 Press Release

Item 12. Results of Operations and Financial Condition

     On October 28, 2003, Renal Care Group, Inc. issued a press release reporting on its financial results for the quarter ended September 30, 2003 and its clinical and financial objectives for 2004. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

     The information, including the exhibits attached hereto, in this Current Report on Form 8-K is being “furnished” and shall not be deemed “filed” for the purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, or into any filing or other document pursuant to the Securities Exchange Act of 1934, as amended, except as otherwise expressly stated in any such filing.

-2-

SIGNATURE

     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	RENAL CARE GROUP, INC.
	By:	/s/ R. Dirk Allison
		R. Dirk Allison Executive Vice President
Dated: October 28, 2003

-3-

INDEX TO EXHIBITS

EXHIBIT NO.	DESCRIPTION
99.1	Press Release, dated October 28, 2003

-4- EX-99.1 3 g85475exv99w1.txt EX-99.1 PRESS RELEASE EXHIBIT 99.1 [RENAL CARE GROUP LOGO] News Release CONTACT: R. DIRK ALLISON CHIEF FINANCIAL OFFICER 615-345-5500 RENAL CARE GROUP REPORTS THIRD QUARTER NET INCOME PER SHARE OF $0.53 --------- BOARD OF DIRECTORS INCREASES AUTHORIZATION UNDER STOCK REPURCHASE PROGRAM TO $450 MILLION --------- COMPANY PROVIDES 2004 CORPORATE OBJECTIVES Nashville, Tennessee, (October 28, 2003) -- Renal Care Group, Inc. (NYSE:RCI) today announced results for the third quarter and nine months ended September 30, 2003, and announced a $200 million increase in the Company's stock repurchase program. For the third quarter ended September 30, 2003, Renal Care Group's net revenues increased 9.6% to $253.8 million compared with net revenues of $231.5 million for the same period in 2002. Net income for the third quarter of 2003 rose 13.3% to $26.5 million compared with net income of $23.4 million in the same period in 2002. Net income per share for the third quarter of 2003 increased 15.2% to $0.53 compared with net income per share of $0.46 in the same quarter of last year. For the third quarter ended September 30, 2003, same-market treatment growth was 5.0% and same-market revenue growth was 7.2%. Gary Brukardt, the Company's president and chief executive officer, commented, "Renal Care Group's third quarter and year-to-date results reflect the continued strong performance of our operations. In an increasingly challenging operating environment, we are growing our business by providing patients with the high quality of treatment and service that they deserve. Our ability to improve both our quality of care and our revenue base while employing strict financial discipline at both the corporate and facility levels is a critical element in our profitability." For the nine months ended September 30, 2003, Renal Care Group's net revenues increased 12.5% to $743.0 million compared with net revenues of $660.4 million for the same period in 2002. After giving effect to the previously disclosed retirement package for former chairman and founder, Sam Brooks, described below, GAAP net income was $74.1 million, and GAAP net income per share was $1.48 for the nine-month period ended September 30, 2003. For the nine months ended September 30, 2003, same-market treatment growth was 5.3% and same-market revenue growth was 8.4%. In the first quarter of 2003, Renal Care Group recorded a non-recurring, after-tax charge of $3.4 million, or $0.07 per share, related to the retirement package for Mr. Brooks. Excluding the effect of the retirement package, non-GAAP net income for the nine months ended September 30, 2003, rose 14.7% to $77.5 million compared with GAAP net income of $67.6 million in the nine months ended September 30, 2002. Excluding the effect of the retirement package, non-GAAP net income per share for the nine-month period ended September 30, 2003, increased 17.4% to $1.55 compared with GAAP net income per -MORE- Renal Care Group, Inc. 2525 West End Avenue, Suite 600 Nashville, TN 37203 Telephone (615) 345-5500 Facsimile (615) 345-5505 RCI Reports Third Quarter Results Page 2 October 28, 2003 share of $1.32 in the nine months ended September 30, 2002. The Company has decided to present non-GAAP net income and net income per share information to give investors a means of comparing the Company's operational performance for the nine months ended September 30, 2003, to its performance in the same period in 2002, before giving effect to the impact of the non-recurring charge related to Mr. Brooks' retirement package. A reconciliation of the non-GAAP results discussed in this paragraph and the Company's GAAP results is included in the Unaudited Condensed Consolidated Income Statements accompanying this press release. INCREASE IN SHARE REPURCHASE PROGRAM Renal Care Group's Board of Directors has authorized a $200 million increase in the Company's existing stock repurchase program, bringing the total amount authorized under the program to $450 million. Through October 24, 2003, the Company had repurchased approximately $129 million of its common stock under the repurchase program, leaving approximately $321 million available for repurchases through December 2004. Subject to obtaining approval of its lenders and compliance with applicable volume and other legal restrictions, Renal Care Group intends to acquire an additional $250 million of its common stock before the end of the first quarter of 2004. Dirk Allison, executive vice president and chief financial officer, said, "Renal Care Group has been built upon our Company's commitment to providing optimal care for our patients and increasing value for our shareholders. We view the Company's ability to use its exceptionally strong balance sheet to expand the share repurchase program as an important measure to enhance shareholder value and achieve our financial objectives." The Company intends to repurchase its stock from time to time at prices prevailing in the open market or in privately negotiated transactions on conditions acceptable to the Company. The actual number of shares repurchased, the timing of purchases and the price paid will be at the Company's discretion and will depend on market conditions and other relevant factors. Repurchased shares are held in Renal Care Group's treasury and will be available for resale and for general corporate purposes. As of October 24, 2003, the Company had approximately 48.9 million common shares issued and outstanding, excluding approximately 4.0 million shares held in treasury. 2004 CORPORATE OBJECTIVES Mr. Allison outlined the Company's clinical and financial objectives for 2004 saying, "As we have done in the past, we are disclosing our key clinical and financial performance objectives for 2004. Should there be any material changes to these objectives, we will make an announcement to that effect." Fiscal 2004 Corporate Objectives: Hematocrit Level 75% of patients over 33% Kt/V 85% of patients over 1.4 Revenues $1.1 - $1.2 billion Earnings per Share $2.20 - $2.30 Same-Market Treatment Growth 5% - 6% Same-Market Revenue Growth 5% - 7% Patients 25,000 - 26,000 Treatments 3.5 - 3.7 million Capital Expenditures $70 - $80 million Acquisition Target 1,500 - 2,000 patients -MORE- RCI Reports Third Quarter Results Page 3 October 28, 2003 Mr. Allison continued, "In the coming year, we expect to face lower reimbursement rates from at least two states' Medicaid programs and pricing pressure from managed care payors. Without assuming any share repurchases, we believe these factors will limit our earnings per share percentage growth to the mid to high single digits over 2003 levels. Assuming we meet our objective to repurchase a total of $250 million of common stock by March 31, 2004, our earnings per share should be between $2.40 and $2.50. As the healthcare industry experiences additional pricing pressure, our management team will continue its efforts to identify and pursue attractive new growth opportunities." Renal Care Group will hold a conference call to discuss this press release on Wednesday, October 29, 2003, at 11:00 a.m. Eastern Time. A listen-only simulcast, as well as a 12-month replay, of the conference call to discuss this press release will be available online at the Company's website at www.renalcaregroup.com. Renal Care Group is a specialized dialysis services company that provides care to patients with kidney disease. The Company treats over 21,300 patients at more than 280 owned outpatient dialysis facilities, in addition to providing acute dialysis services at more than 120 hospitals. Over 6,500 associates provide services across the Company's 27-state network. More information about Renal Care Group, Inc. can be found at www.renalcaregroup.com. Certain statements in this press release, particularly those of Mr. Brukardt and Mr. Allison, constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements, which are usually preceded by words like expect, plan, intend, will and the like, include statements regarding our clinical and financial objectives for 2004, our plans for repurchases of common stock under our stock repurchase program and any other statements that necessarily depend on future events. These forward-looking statements reflect management's expectations and are based upon currently available information. These forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements of Renal Care Group to differ materially from those expressed in or implied by the forward-looking statements, including risks related to: changes in the Medicare and Medicaid programs; payment reductions by private insurers, hospitals or managed care organizations; changes in the health care delivery, financing or reimbursement systems; risks related to the drug Epogen (EPO); compliance with health care and other applicable laws; the integration of acquired companies; and dependence on executive officers. These and other factors affecting the Company are discussed in more detail in Renal Care Group's reports filed with the Securities and Exchange Commission, including without limitation Renal Care Group's most recent annual report on Form 10-K and any quarterly reports on Form 10-Q filed after that annual report. Copies of these filings are available from Renal Care Group upon request. -MORE- RCI Reports Third Quarter Results Page 4 October 28, 2003 RENAL CARE GROUP, INC. UNAUDITED CONDENSED CONSOLIDATED INCOME STATEMENTS (IN THOUSANDS, EXCEPT PER SHARE DATA)

THREE MONTHS ENDED NINE MONTHS ENDED SEPTEMBER 30, SEPTEMBER 30, ---------------------- --------------------------------------------------- 2003 2002 2003 2002 -------- -------- ------------------------------------- -------- NON- GAAP (1) GAAP (1) GAAP (1) DIFFERENCE GAAP (2) GAAP (1) -------- -------- -------- ---------- -------- -------- Net revenue $253,835 $231,542 $743,039 $ -- $743,039 $660,389 Operating costs and expenses: Patient care costs 164,962 151,722 482,437 -- 482,437 432,184 General and administrative expenses 21,225 19,686 68,700 (5,430) 63,270 56,033 Provision for doubtful accounts 6,556 6,008 19,436 -- 19,436 17,228 Depreciation and amortization 11,365 10,402 33,242 -- 33,242 29,697 -------- -------- -------- -------- -------- -------- Total operating cost and expenses 204,108 187,818 603,815 (5,430) 598,385 535,142 Income from operations 49,727 43,724 139,224 5,430 144,654 125,247 Interest expense, net 76 569 526 -- 526 880 -------- -------- -------- -------- -------- -------- Income before minority interest and income taxes 49,651 43,155 138,698 5,430 144,128 124,367 Minority interest 6,837 5,364 19,174 -- 19,174 15,381 -------- -------- -------- -------- -------- -------- Income before income taxes 42,814 37,791 119,524 5,430 124,954 108,986 Provision for income taxes 16,269 14,361 45,414 2,063 47,477 41,421 -------- -------- -------- -------- -------- -------- Net income $ 26,545 $ 23,430 $ 74,110 $ 3,367 $ 77,477 $ 67,565 ======== ======== ======== ======== ======== ======== Diluted net income per share $ 0.53 $ 0.46 $ 1.48 $ 0.07 $ 1.55 $ 1.32 ======== ======== ======== ======== ======== ======== Weighted average shares outstanding 50,417 50,518 49,926 49,926 49,926 51,036 ======== ======== ======== ======== ======== ========

(1) Reflects operating results based on U.S. Generally Accepted Accounting Principles (GAAP). (2) Non-GAAP amounts exclude a Board-approved retirement package for Sam Brooks in the first quarter of 2003 and the related tax effect. -MORE- RCI Reports Third Quarter Results Page 5 October 28, 2003 RENAL CARE GROUP, INC. SUPPLEMENTAL OPERATING DATA AND RECONCILIATION OF NET INCOME TO EBITDA (DOLLARS IN THOUSANDS, EXCEPT PER TREATMENT DATA)

THREE MONTHS ENDED NINE MONTHS ENDED SEPTEMBER 30, SEPTEMBER 30, ----------------------- -------------------------------------------------------- 2003 2002 2003 2002 -------- -------- --------------------------------------- ---------- NON- GAAP (1) GAAP (1) GAAP (1) DIFFERENCE GAAP (2) GAAP (1) -------- -------- ---------- ---------- ---------- ---------- OPERATING DATA: Patients 21,301 19,955 21,301 21,301 19,955 Treatments 822,551 773,257 2,415,805 2,415,805 2,227,230 Same-market treatment growth 5.0% 5.9% 5.3% 5.3% 5.8% Same-market revenue growth 7.2% 12.3% 8.4% 8.4% 12.8% Patient revenue per treatment $ 308 $ 298 $ 307 $ 307 $ 294 EBITDA (3) $ 61,092 $ 54,126 $ 172,466 $5,430 $ 177,896 $ 154,944 RECONCILIATION OF NET INCOME TO EBITDA: Net income $ 26,545 $ 23,430 $ 74,110 $3,367 $ 77,477 $ 67,565 Depreciation and amortization 11,365 10,402 33,242 -- 33,242 29,697 Interest expense, net 76 569 526 -- 526 880 Minority interest 6,837 5,364 19,174 -- 19,174 15,381 Provision for income taxes 16,269 14,361 45,414 2,063 47,477 41,421 -------- -------- ---------- ------ ---------- ---------- EBITDA $ 61,092 $ 54,126 $ 172,466 $5,430 $ 177,896 $ 154,944 ======== ======== ========== ====== ========== ==========

(1) Reflects operating results based on U.S. Generally Accepted Accounting Principles (GAAP). (2) Non-GAAP amounts exclude a Board-approved retirement package for Sam Brooks in the first quarter of 2003 and the related tax effect. (3) The Company defines EBITDA as net earnings or loss before minority interest, interest expense (net), provision for income taxes, depreciation and amortization and all non-cash charges. The Company includes EBITDA because it generally considers EBITDA to be a good indicator of the Company's ability to generate cash flow in order to fund liabilities and reinvest in the Company and its business. EBITDA is not a measurement of financial performance under accounting principles generally accepted in the U.S. and should not be considered a substitute for net income or loss as a measure of performance, or to cash flow as a measure of liquidity. -MORE- RCI Reports Third Quarter Results Page 6 October 28, 2003 RENAL CARE GROUP, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (IN THOUSANDS)

SEPT. 30, DEC. 31, 2003 2002 ----------- --------- (Unaudited) ASSETS: Current assets: Cash and cash equivalents $ 121,128 $ 38,359 Accounts receivable, net 157,218 152,440 Other current assets 41,310 55,062 --------- --------- Total current assets 319,656 245,861 Property, plant and equipment, net 214,858 202,972 Goodwill, intangibles and other assets, net 304,652 291,290 --------- --------- TOTAL ASSETS $ 839,166 $ 740,123 ========= ========= LIABILITIES AND STOCKHOLDERS' EQUITY: Total current liabilities $ 149,715 $ 135,380 Long-term debt 2,673 10,161 Other liabilities 58,001 50,694 --------- --------- Total liabilities 210,389 196,235 --------- --------- Stockholders' equity: Common stock, $.01 par value, 90,000 shares authorized, 52,882 and 51,176 shares issued, respectively 529 512 Treasury stock, 3,998 and 2,983 shares, respectively (129,195) (93,953) Additional paid-in capital 355,359 309,355 Retained earnings 402,084 327,974 --------- --------- Total stockholders' equity 628,777 543,888 --------- --------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 839,166 $ 740,123 ========= =========

-MORE- RCI Reports Third Quarter Results Page 7 October 28, 2003 RENAL CARE GROUP, INC. UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (IN THOUSANDS)

NINE MONTHS ENDED SEPTEMBER 30, ------------------------------- 2003 2002 --------- --------- Operating Activities: Net income $ 74,110 $ 67,565 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 33,242 29,697 Loss on disposal of property and equipment 443 -- Income applicable to minority interest 19,174 15,381 Distributions to minority shareholders (16,819) (5,461) Deferred income taxes 7,950 -- Changes in operating assets and liabilities, net of effects from acquisitions 30,163 20,183 --------- --------- Net cash provided by operating activities 148,263 127,365 --------- --------- Investing Activities: Purchases of property and equipment (44,043) (49,413) Cash paid for acquisitions (14,154) (19,904) Change in other assets (1,968) (843) --------- --------- Net cash used in investing activities (60,165) (70,160) --------- --------- Financing Activities: Net repayment of debt (7,208) (1,574) Repurchase of treasury shares (35,242) (62,696) Net proceeds from issuance of common stock 37,121 16,548 Investment by joint venture partner -- 2,896 --------- --------- Net cash used in financing activities (5,329) (44,826) --------- --------- Increase in cash and cash equivalents 82,769 12,379 Cash and cash equivalents, at beginning of period 38,359 27,423 --------- --------- Cash and cash equivalents, at end of period $ 121,128 $ 39,802 ========= =========

-END- -----END PRIVACY-ENHANCED MESSAGE-----

EX-99.1

                                                                   EXHIBIT 99.1


                            [RENAL CARE GROUP LOGO]

                                  News Release


CONTACT: R. DIRK ALLISON
         CHIEF FINANCIAL OFFICER
         615-345-5500

                     RENAL CARE GROUP REPORTS THIRD QUARTER
                         NET INCOME PER SHARE OF $0.53

                                   ---------

                   BOARD OF DIRECTORS INCREASES AUTHORIZATION
                 UNDER STOCK REPURCHASE PROGRAM TO $450 MILLION

                                   ---------

                   COMPANY PROVIDES 2004 CORPORATE OBJECTIVES

Nashville, Tennessee, (October 28, 2003) -- Renal Care Group, Inc. (NYSE:RCI)
today announced results for the third quarter and nine months ended September
30, 2003, and announced a $200 million increase in the Company's stock
repurchase program.

         For the third quarter ended September 30, 2003, Renal Care Group's net
revenues increased 9.6% to $253.8 million compared with net revenues of $231.5
million for the same period in 2002. Net income for the third quarter of 2003
rose 13.3% to $26.5 million compared with net income of $23.4 million in the
same period in 2002. Net income per share for the third quarter of 2003
increased 15.2% to $0.53 compared with net income per share of $0.46 in the
same quarter of last year. For the third quarter ended September 30, 2003,
same-market treatment growth was 5.0% and same-market revenue growth was 7.2%.

         Gary Brukardt, the Company's president and chief executive officer,
commented, "Renal Care Group's third quarter and year-to-date results reflect
the continued strong performance of our operations. In an increasingly
challenging operating environment, we are growing our business by providing
patients with the high quality of treatment and service that they deserve. Our
ability to improve both our quality of care and our revenue base while
employing strict financial discipline at both the corporate and facility levels
is a critical element in our profitability."

         For the nine months ended September 30, 2003, Renal Care Group's net
revenues increased 12.5% to $743.0 million compared with net revenues of $660.4
million for the same period in 2002. After giving effect to the previously
disclosed retirement package for former chairman and founder, Sam Brooks,
described below, GAAP net income was $74.1 million, and GAAP net income per
share was $1.48 for the nine-month period ended September 30, 2003. For the
nine months ended September 30, 2003, same-market treatment growth was 5.3% and
same-market revenue growth was 8.4%.

         In the first quarter of 2003, Renal Care Group recorded a
non-recurring, after-tax charge of $3.4 million, or $0.07 per share, related to
the retirement package for Mr. Brooks. Excluding the effect of the retirement
package, non-GAAP net income for the nine months ended September 30, 2003, rose
14.7% to $77.5 million compared with GAAP net income of $67.6 million in the
nine months ended September 30, 2002. Excluding the effect of the retirement
package, non-GAAP net income per share for the nine-month period ended
September 30, 2003, increased 17.4% to $1.55 compared with GAAP net income per



                                     -MORE-

                             Renal Care Group, Inc.
                        2525 West End Avenue, Suite 600
                              Nashville, TN 37203
               Telephone (615) 345-5500 Facsimile (615) 345-5505

RCI Reports Third Quarter Results
Page 2
October 28, 2003


share of $1.32 in the nine months ended September 30, 2002. The Company has
decided to present non-GAAP net income and net income per share information to
give investors a means of comparing the Company's operational performance for
the nine months ended September 30, 2003, to its performance in the same period
in 2002, before giving effect to the impact of the non-recurring charge related
to Mr. Brooks' retirement package. A reconciliation of the non-GAAP results
discussed in this paragraph and the Company's GAAP results is included in the
Unaudited Condensed Consolidated Income Statements accompanying this press
release.

INCREASE IN SHARE REPURCHASE PROGRAM

         Renal Care Group's Board of Directors has authorized a $200 million
increase in the Company's existing stock repurchase program, bringing the total
amount authorized under the program to $450 million. Through October 24, 2003,
the Company had repurchased approximately $129 million of its common stock
under the repurchase program, leaving approximately $321 million available for
repurchases through December 2004. Subject to obtaining approval of its lenders
and compliance with applicable volume and other legal restrictions, Renal Care
Group intends to acquire an additional $250 million of its common stock before
the end of the first quarter of 2004.

         Dirk Allison, executive vice president and chief financial officer,
said, "Renal Care Group has been built upon our Company's commitment to
providing optimal care for our patients and increasing value for our
shareholders. We view the Company's ability to use its exceptionally strong
balance sheet to expand the share repurchase program as an important measure to
enhance shareholder value and achieve our financial objectives."

         The Company intends to repurchase its stock from time to time at
prices prevailing in the open market or in privately negotiated transactions on
conditions acceptable to the Company. The actual number of shares repurchased,
the timing of purchases and the price paid will be at the Company's discretion
and will depend on market conditions and other relevant factors. Repurchased
shares are held in Renal Care Group's treasury and will be available for resale
and for general corporate purposes. As of October 24, 2003, the Company had
approximately 48.9 million common shares issued and outstanding, excluding
approximately 4.0 million shares held in treasury.

2004 CORPORATE OBJECTIVES

         Mr. Allison outlined the Company's clinical and financial objectives
for 2004 saying, "As we have done in the past, we are disclosing our key
clinical and financial performance objectives for 2004. Should there be any
material changes to these objectives, we will make an announcement to that
effect."

         Fiscal 2004 Corporate Objectives:

              Hematocrit Level                75% of patients over 33%
              Kt/V                            85% of patients over 1.4
              Revenues                        $1.1 - $1.2 billion
              Earnings per Share              $2.20 - $2.30
              Same-Market Treatment Growth    5% - 6%
              Same-Market Revenue Growth      5% - 7%
              Patients                        25,000 - 26,000
              Treatments                      3.5 - 3.7 million
              Capital Expenditures            $70 - $80 million
              Acquisition Target              1,500 - 2,000 patients


                                    -MORE-

RCI Reports Third Quarter Results
Page 3
October 28, 2003


         Mr. Allison continued, "In the coming year, we expect to face lower
reimbursement rates from at least two states' Medicaid programs and pricing
pressure from managed care payors. Without assuming any share repurchases, we
believe these factors will limit our earnings per share percentage growth to
the mid to high single digits over 2003 levels. Assuming we meet our objective
to repurchase a total of $250 million of common stock by March 31, 2004, our
earnings per share should be between $2.40 and $2.50. As the healthcare
industry experiences additional pricing pressure, our management team will
continue its efforts to identify and pursue attractive new growth
opportunities."

         Renal Care Group will hold a conference call to discuss this press
release on Wednesday, October 29, 2003, at 11:00 a.m. Eastern Time. A
listen-only simulcast, as well as a 12-month replay, of the conference call to
discuss this press release will be available online at the Company's website at
www.renalcaregroup.com.

         Renal Care Group is a specialized dialysis services company that
provides care to patients with kidney disease. The Company treats over 21,300
patients at more than 280 owned outpatient dialysis facilities, in addition to
providing acute dialysis services at more than 120 hospitals. Over 6,500
associates provide services across the Company's 27-state network. More
information about Renal Care Group, Inc. can be found at
www.renalcaregroup.com.

         Certain statements in this press release, particularly those of Mr.
Brukardt and Mr. Allison, constitute "forward-looking statements" within the
meaning of the Private Securities Litigation Reform Act of 1995. These
forward-looking statements, which are usually preceded by words like expect,
plan, intend, will and the like, include statements regarding our clinical and
financial objectives for 2004, our plans for repurchases of common stock under
our stock repurchase program and any other statements that necessarily depend
on future events. These forward-looking statements reflect management's
expectations and are based upon currently available information. These
forward-looking statements involve known and unknown risks, uncertainties and
other factors that may cause actual results, performance or achievements of
Renal Care Group to differ materially from those expressed in or implied by the
forward-looking statements, including risks related to: changes in the Medicare
and Medicaid programs; payment reductions by private insurers, hospitals or
managed care organizations; changes in the health care delivery, financing or
reimbursement systems; risks related to the drug Epogen (EPO); compliance with
health care and other applicable laws; the integration of acquired companies;
and dependence on executive officers. These and other factors affecting the
Company are discussed in more detail in Renal Care Group's reports filed with
the Securities and Exchange Commission, including without limitation Renal Care
Group's most recent annual report on Form 10-K and any quarterly reports on
Form 10-Q filed after that annual report. Copies of these filings are available
from Renal Care Group upon request.


                                    -MORE-

RCI Reports Third Quarter Results
Page 4
October 28, 2003


                             RENAL CARE GROUP, INC.
               UNAUDITED CONDENSED CONSOLIDATED INCOME STATEMENTS
                     (IN THOUSANDS, EXCEPT PER SHARE DATA)




                                              THREE MONTHS ENDED                       NINE MONTHS ENDED
                                                 SEPTEMBER 30,                            SEPTEMBER 30,
                                             ----------------------      ---------------------------------------------------
                                               2003          2002                      2003                           2002
                                             --------      --------      -------------------------------------      --------
                                                                                                        NON-
                                             GAAP (1)      GAAP (1)      GAAP (1)     DIFFERENCE      GAAP (2)      GAAP (1)
                                             --------      --------      --------     ----------      --------      --------

                                                                                                  
Net revenue                                  $253,835      $231,542      $743,039      $     --       $743,039      $660,389

Operating costs and expenses:
   Patient care costs                         164,962       151,722       482,437            --        482,437       432,184
   General and administrative expenses         21,225        19,686        68,700        (5,430)        63,270        56,033
   Provision for doubtful accounts              6,556         6,008        19,436            --         19,436        17,228
   Depreciation and amortization               11,365        10,402        33,242            --         33,242        29,697
                                             --------      --------      --------      --------       --------      --------
      Total operating cost and expenses       204,108       187,818       603,815        (5,430)       598,385       535,142

Income from operations                         49,727        43,724       139,224         5,430        144,654       125,247

Interest expense, net                              76           569           526            --            526           880
                                             --------      --------      --------      --------       --------      --------

Income before minority
   interest and income taxes                   49,651        43,155       138,698         5,430        144,128       124,367

Minority interest                               6,837         5,364        19,174            --         19,174        15,381
                                             --------      --------      --------      --------       --------      --------

Income before income taxes                     42,814        37,791       119,524         5,430        124,954       108,986

Provision for income taxes                     16,269        14,361        45,414         2,063         47,477        41,421
                                             --------      --------      --------      --------       --------      --------

Net income                                   $ 26,545      $ 23,430      $ 74,110      $  3,367       $ 77,477      $ 67,565
                                             ========      ========      ========      ========       ========      ========

Diluted net income per share                 $   0.53      $   0.46      $   1.48      $   0.07       $   1.55      $   1.32
                                             ========      ========      ========      ========       ========      ========

Weighted average shares outstanding            50,417        50,518        49,926        49,926         49,926        51,036
                                             ========      ========      ========      ========       ========      ========


(1)      Reflects operating results based on U.S. Generally Accepted Accounting
         Principles (GAAP).

(2)      Non-GAAP amounts exclude a Board-approved retirement package for Sam
         Brooks in the first quarter of 2003 and the related tax effect.


                                    -MORE-

RCI Reports Third Quarter Results
Page 5
October 28, 2003


                             RENAL CARE GROUP, INC.
     SUPPLEMENTAL OPERATING DATA AND RECONCILIATION OF NET INCOME TO EBITDA
               (DOLLARS IN THOUSANDS, EXCEPT PER TREATMENT DATA)




                                     THREE MONTHS ENDED                          NINE MONTHS ENDED
                                         SEPTEMBER 30,                              SEPTEMBER 30,
                                   -----------------------       --------------------------------------------------------
                                     2003           2002                          2003                            2002
                                   --------       --------       ---------------------------------------       ----------
                                                                                                 NON-
                                   GAAP (1)       GAAP (1)        GAAP (1)     DIFFERENCE      GAAP (2)         GAAP (1)
                                   --------       --------       ----------    ----------     ----------       ----------

                                                                                             
OPERATING DATA:
Patients                             21,301         19,955           21,301                       21,301           19,955
Treatments                          822,551        773,257        2,415,805                    2,415,805        2,227,230

Same-market treatment growth            5.0%           5.9%             5.3%                         5.3%             5.8%

Same-market revenue growth              7.2%          12.3%             8.4%                         8.4%            12.8%

Patient revenue per treatment      $    308       $    298       $      307                   $      307       $      294

EBITDA (3)                         $ 61,092       $ 54,126       $  172,466       $5,430      $  177,896       $  154,944

RECONCILIATION OF NET INCOME
   TO EBITDA:
Net income                         $ 26,545       $ 23,430       $   74,110       $3,367      $   77,477       $   67,565
Depreciation and amortization        11,365         10,402           33,242           --          33,242           29,697
Interest expense, net                    76            569              526           --             526              880
Minority interest                     6,837          5,364           19,174           --          19,174           15,381
Provision for income taxes           16,269         14,361           45,414        2,063          47,477           41,421
                                   --------       --------       ----------       ------      ----------       ----------
EBITDA                             $ 61,092       $ 54,126       $  172,466       $5,430      $  177,896       $  154,944
                                   ========       ========       ==========       ======      ==========       ==========


(1)      Reflects operating results based on U.S. Generally Accepted Accounting
         Principles (GAAP).

(2)      Non-GAAP amounts exclude a Board-approved retirement package for Sam
         Brooks in the first quarter of 2003 and the related tax effect.

(3)      The Company defines EBITDA as net earnings or loss before minority
         interest, interest expense (net), provision for income taxes,
         depreciation and amortization and all non-cash charges. The Company
         includes EBITDA because it generally considers EBITDA to be a good
         indicator of the Company's ability to generate cash flow in order to
         fund liabilities and reinvest in the Company and its business. EBITDA
         is not a measurement of financial performance under accounting
         principles generally accepted in the U.S. and should not be considered
         a substitute for net income or loss as a measure of performance, or to
         cash flow as a measure of liquidity.


                                    -MORE-

RCI Reports Third Quarter Results
Page 6
October 28, 2003


                             RENAL CARE GROUP, INC.
                     CONDENSED CONSOLIDATED BALANCE SHEETS
                                 (IN THOUSANDS)




                                                                      SEPT. 30,              DEC. 31,
                                                                        2003                  2002
                                                                     -----------            ---------
                                                                     (Unaudited)

                                                                                      
ASSETS:
Current assets:
   Cash and cash equivalents                                          $ 121,128             $  38,359
   Accounts receivable, net                                             157,218               152,440
   Other current assets                                                  41,310                55,062
                                                                      ---------             ---------
       Total current assets                                             319,656               245,861

Property, plant and equipment, net                                      214,858               202,972
Goodwill, intangibles and other assets, net                             304,652               291,290
                                                                      ---------             ---------

       TOTAL ASSETS                                                   $ 839,166             $ 740,123
                                                                      =========             =========

LIABILITIES AND STOCKHOLDERS' EQUITY:
Total current liabilities                                             $ 149,715             $ 135,380
Long-term debt                                                            2,673                10,161
Other liabilities                                                        58,001                50,694
                                                                      ---------             ---------
       Total liabilities                                                210,389               196,235
                                                                      ---------             ---------

Stockholders' equity:
   Common stock, $.01 par value, 90,000 shares authorized,
       52,882 and 51,176 shares issued, respectively                        529                   512
   Treasury stock, 3,998 and 2,983 shares, respectively                (129,195)              (93,953)
   Additional paid-in capital                                           355,359               309,355
   Retained earnings                                                    402,084               327,974
                                                                      ---------             ---------

       Total stockholders' equity                                       628,777               543,888
                                                                      ---------             ---------

       TOTAL LIABILITIES AND
          STOCKHOLDERS' EQUITY                                        $ 839,166             $ 740,123
                                                                      =========             =========



                                    -MORE-

RCI Reports Third Quarter Results
Page 7
October 28, 2003


                             RENAL CARE GROUP, INC.
           UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (IN THOUSANDS)




                                                                       NINE MONTHS ENDED
                                                                          SEPTEMBER 30,
                                                                -------------------------------
                                                                  2003                   2002
                                                                ---------             ---------

                                                                                
Operating Activities:
   Net income                                                   $  74,110             $  67,565
   Adjustments to reconcile net income to
     net cash provided by operating activities:
       Depreciation and amortization                               33,242                29,697
       Loss on disposal of property and equipment                     443                    --
       Income applicable to minority interest                      19,174                15,381
       Distributions to minority shareholders                     (16,819)               (5,461)
       Deferred income taxes                                        7,950                    --
       Changes in operating assets and liabilities,
         net of effects from acquisitions                          30,163                20,183
                                                                ---------             ---------
           Net cash provided by operating activities              148,263               127,365
                                                                ---------             ---------

Investing Activities:
   Purchases of property and equipment                            (44,043)              (49,413)
   Cash paid for acquisitions                                     (14,154)              (19,904)
   Change in other assets                                          (1,968)                 (843)
                                                                ---------             ---------
           Net cash used in investing activities                  (60,165)              (70,160)
                                                                ---------             ---------

Financing Activities:
   Net repayment of debt                                           (7,208)               (1,574)
   Repurchase of treasury shares                                  (35,242)              (62,696)
   Net proceeds from issuance of common stock                      37,121                16,548
   Investment by joint venture partner                                 --                 2,896
                                                                ---------             ---------
           Net cash used in financing activities                   (5,329)              (44,826)
                                                                ---------             ---------

Increase in cash and cash equivalents                              82,769                12,379
Cash and cash equivalents, at beginning of period                  38,359                27,423
                                                                ---------             ---------

Cash and cash equivalents, at end of period                     $ 121,128             $  39,802
                                                                =========             =========



                                     -END-